How To Dissolve LLC In California

How To Dissolve LLC In California

To formally dissolve LLC in California, you are required to legally file a cancellation certificate through the California secretary of state; in some instances, you might be required to file a dissolution certificate. The whole dissolution process is not that short; it involves the start of sending a notice to all the LLC’s creditors, wind up the business or company and then file the final tax return. The following steps should be followed up for a successful LLC dissolution in California:

Steps on how to Dissolve LLC California

File a dissolution certificate

Consider conducting a formal vote with your stakeholders whether or not the LLC should be dissolved; if the ones for dissolution are many, consider filing a dissolution certificate to the California secretary of state. In this letter, consider listing the LLC’s name, the filing number of the secretary of state, and the cause for the LLC dissolution.

Send your creditors a notice.

The law requires one to send an email to their business creditors; in this, you should inform your creditors that you have decided to dissolve the LLC and wind up the business. It is an important part as it enables your business partners to submit their invoices, claims, or bills, and the others to get paid before the business closes. Being a crucial part, you might need a professional to help you prepare the notice to make sure it contains everything and uses proper wording.

End the business

Once dissolution is done, the LLC still exists until the members or board of management officially winds up the business. This process involves resolving lawsuits, paying debts, and disposing of assets; California’s LLC Act states that unless the operating agreement dictates otherwise, the LLC must pay debts to creditors first before distributing the remaining assets among its members.

File a cancellation certificate

To end an LLC’s existence, you are required to file a cancellation certificate immediately after the winding-up step is over. The certificate should comply with the California LLC Act laws; it should be signed by LLC managers, with it must be a statement that the LLC has or will file the final tax returns. Lastly, it should state that the relevant LLC members approved the dissolution. When this is filed, all the LLC powers end and canceled.

File the final tax returns

You will be required to file the final state tax return at the right time and confirm the box that indicates it is the final return. It is also possible to file the final returns before the cancellation certificate.


Closing down a business organization is never that simple; following up the right procedures will make it simple, but it will be challenging without that. You can find the right ways of doing several research, you can search for keys such as dissolve LLC California, and you will get the correct paths to go about the whole process.